Empire Pipeline, Inc.

Original Volume No. 1

Effective Date: 12/10/2008, Docket: CP06-5-010, Status: Effective

Original Sheet No. 229 Original Sheet No. 229

GENERAL TERMS AND CONDITIONS

28. MISCELLANEOUS

28.1 Assignments. Any company which shall succeed by purchase,

merger or consolidation to the properties, substantially as an

entirety, of Shipper or of Transporter, as the case may be,

shall if eligible be entitled to the rights and shall be subject

to the obligations of its predecessor in title under this

Agreement; and either party may assign or pledge this Agreement

under the provisions of any mortgage, deed of trust, indenture,

or similar instrument which it has executed or may execute

hereafter covering substantially all of its properties;

otherwise neither party shall assign this Agreement or any of

its rights hereunder unless it first shall have obtained the

consent thereto in writing of the other party; provided further,

however, that neither party shall be released from its

obligations hereunder without the consent in writing of the

other party. Shipper may release capacity pursuant to Section 12

of these General Terms and Conditions. Transporter also may

agree to other amendments or cancellations of agreements

hereunder.

28.2 Regulations. Any Agreement, and all terms and provisions

herein, and the respective obligations of the parties thereunder

are subject to valid laws, orders, rules and regulations of duly

constituted authorities having jurisdiction.

28.3 Responsibility for Gas. Shipper shall be deemed in exclusive

control and possession of the Gas until such Gas has been

delivered to Transporter at the Point of Receipt and after such

Gas has been redelivered to or for the account of Shipper at the

Point of Delivery. Transporter shall be in exclusive control and

possession of such Gas between the Point(s) of Receipt and the

Point(s) of Delivery set forth in this Agreement. The party

which shall be in exclusive control and possession of such Gas

shall be responsible for all injury or damage caused thereby to

any third party.